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March 4, 2026

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Last updated: March 4, 2026

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I keep getting the Securities Act of 1933 confused with the Securities...

Question: I keep getting the Securities Act of 1933 confused with the Securities Exchange Act of 1934. Help!

By: Securities Institute Staff
Instructor
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1 hour ago

The Securities Act of 1933 focuses on the offering of securities to public investors, requiring issuers to register their offerings with the SEC before even trying to sell their securities to the public. Because of this law investors must be provided with full disclosure of everything they might need to know about the company issuing the securities. A typical path for a technology company is to raise various rounds of venture capital investments, which are exempt transactions under the Securities Act of 1933. If the company hits its financial targets, it may choose to go public. At that point, it will contract with an underwriter and register the IPO with the Securities and Exchange Commission.

When the offering is completed, the stock starts trading on the secondary market, and the company becomes a reporting company under the Securities Exchange Act of 1934. That means at a minimum the issuer will file three quarterly and one annual report with the SEC going forward. The quarterly reports are known as 10Qs and the annual report is known as the 10K. 

Keep in mind that The Securities Act of 1933 regulates the primary market. This consists exclusively of issuer to investor transactions. It is only concerned with full and fair disclosure. 

The Securities and Exchange Act of 1934 regulates the secondary market. Everything that takes place after the stock has become public. It regulates investor to investor transactions. And of course It created the Securities and Exchange Commission as the ultimate securities industry regulator. 

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